Invasion of the Overlord
by SonicFreak2008
Summary: a demonic entity has been traveling the galaxy, leaving death and destruction in his wake, now he has come to Earth and Sonic and co. have to stop him. Chapter 16 is up and running!
1. prolouge

Sonic: "At last my first fan fiction is up!"

Knuckles: waves finger in air woo-hoo.

Shadow: "no one cares."

Tails: "you should!"

Shadow: "why?"

Tails: "He got his fan fiction on! I won the bet! You owe me 10 bucks!"

Shadow: "Darn it!" hands tails 10 bucks reluctantly

Knuckles: "ha ha you lost!"

Shadow: "least I'm not a loser."

Knuckles: "like your mom!"

Shadow: "STOP SAYING THAT!"

Sonic: "uh…anyway…Read and Review everyone! Enjoy!"

--

Prologue: Armageddon on the Horizon

"**Alright I gave you what you wanted, I spared your planet. Now you must give me what I want!" A scientist was cowering before a seemingly normal man, with green hair and red eyes that shined palely in the darkness. "Where is the ultimate life-form being created?" the man asked, the scientist whimpered but said nothing. "Where is the ultimate life-form being created!?" he asked again, more irritated. The scientist flinched then replied.**

"**On…on the space Colony A.R.K." the scientist replied. The man laughed.**

"**ha ha ha…you honestly think I know where that is?" The man said. "Well if that's all you have to offer then I'll just destroy you and your--"**

"**NO!" The scientist yelled. "it's…it's orbiting Earth." The man laughed again.**

"**you are useful after all! I know where that is at least! Well then I'll be on my way" the man turned around. "oh yeah, just know that if I'm not satisfied with what I find, I'll kill you and your planet anyway."**

**The scientist began to panic. "Wait! Please!" he pleaded, but the man vanished from sight.**

"**ah…this must be it…" the man reappeared in front of a large space station, which was falling towards the planet it was orbiting. "Why is it falling? Oh well…not my problem…" He teleported inside, the alarm blared loudly. "Now…where is the creature…" The man zoomed around the space station at blinding speed and eventually arrived at a sealed door, which he broke through.**

**He looked up at a huge capsule above an altar. "yes…he must be in there…" the man walked up to the computer. "'enter password'? yeah right…" He drew out two blood red daggers and threw them at the capsule, which exploded, the daggers appeared back into his hands. "Looks like my password worked." he laughed at his own joke and waited for the smoke to clear. "ah…at last…the ultimate life form…the Biolizard…"**

**The Biolizard roared loudly, it didn't have eyes, but it seemed to be able to see. It began looking for who caused it's rude awakening, when it's gaze feel upon the man, two laser cannons appeared and the Biolizard shot them both at him which caused a large explosion. The Biolizard roared in triumph, but it was short lived as the man emerged from the smoke and sighed.**

"**alright…" He pointed his daggers in opposite directions and charged the Biolizard with blinding speed. The Biolizard got up on its hind legs just in time, but the man still cut them in half, the Biolizard roared in agony and fell on its side. "Well I guess I'm impressed…normally when I attack someone, they die instantly…but no one can survive--" he cut off, he heard footsteps approaching. "Well looks like I have guests coming, normally I'd just kill them, but I have business else where, but before I go…" He waved his hands and the capsule reformed and he seal Biolizard inside, who rages against his cell. "that won't hold him long…he'll break out of it soon…oh well, not my problem anymore…"the footsteps grew closer. "I better go…" He disappeared. Sonic and Knuckles came in at that moment.**

"**What is that?" inquired Knuckles. "it-it looks just like the shrine of the master emerald…"**

"**they probably built the core like the shrine" replied Sonic. "To harness the power of the Chaos Emeralds!"**

**The scientist was pacing, sweating profusely, when the man reappeared. "W-well?" he asked in fear. To his horror, the man laughed.**

"**That was one of one of the most pathetic creatures I've ever seen." He said. "looks like that's it for you and your planet." The scientist fell on his knees before him.**

"**Please! It's not our fault! I beg of--" He never finished, the man pulled out his daggers and ran them straight through him, he fell over, he was dead before he hit the ground.**

"**I can't stand groveling…" He said annoyed, he looked around. "But it just makes them more fun to kill…ha ha….heh ha ha…yeh ha ha ha!" He flew into the air continually laughing wildly and slammed his daggers into the ground, there was an enormous red flash and the planet vanished.**

**--**

**Knuckles: "so let me get this straight…while we were bouncing around the space colony trying to save the world…all that was going on??"**

**Sonic: "yeah that pretty much sums it up."**

**Knuckles: "wild…"**

**Tails: "he's scary!"**

**Shadow: "you're a coward."**

**Knuckles: "like your mom!"**

**Shadow: "STOP SAYING THAT!"**

**Sonic: "well we'll see how brave you are when you have to fight him."**

**Shadow: cracks knuckles "I'll crush him."**

**Knuckles: "how about me?"**

**Sonic: "not for a while."**

**Tails: "am I going to die??"**

**Sonic: "See you all next time!, Please Review!"**

**Tails: "WAIT THAT DOESN'T ANSWER MY QUESTION!"**


	2. Chapter 1: the beginning

Sonic: "well it seems my first chapter went pretty well."

Shadow: "beginners luck."

Tails: "was not!"

Shadow: "you want to back that up?"

Tails: "uh…that's ok…"

Sonic: "jeez shadow your so violent."

Shadow: "so what if I am? Least im not a loser"

Knuckles: "like your mom!"

Shadow: "STOP SAYING THAT!"

Tails: "sonic start up the nest chapter before they kill each other."

Shadow: "he wont start the next chapter till he shuts up, which is never."

Knuckles: "like your--!"

Sonic: grabs knuckles mouth "enjoy chapter 1! Please comment!"

--

Chapter 1: Old Friends, New Enemy

**Sonic the hedgehog was running around his favorite canyon leaving sonic booms like a dust trial behind him as he went along. "YEAH!" he exclaimed, "WAY PAST COOL! I wonder if I could--WHOA!!" He came to a screeching halt, he saw what looked like a green comet free falling towards earth. He watched as it crashed into an area several miles away creating a mighty shockwave. "whoa! Don't see that everyday! I think I'll go see what's up!" with that he sped off towards the crash site. He arrived a moment later, he whistled at the size of the crater. "Not bad at all! It didn't even look that big! Wonder if its still down there." He looked inside, and he was astounded by what he saw. There was no comet nor meteorite, but a man. Sonic watched with amazement as he stood up, he seemed to be unharmed, Sonic took particular notice that the man had green hair and red eyes that glowed strangely. The man looked around.**

"**There is a Chaos Emerald around here." he said, Sonic scoffed.**

"**There's no Chaos Emeralds around…wait…I have one in my pocket! But how did he know that? Me must have some kind of radar…but I didn't see him pick up anything…" Sonic continued watching him, then to his greater amazement he flew out of the crater and was gazing at Sonic.**

"**You have a Chaos Emerald with you…Give it to me now…" He demanded.**

"**Why should I?!" Sonic demanded.**

"**Because I'll kill you and take it from you anyway." He replied calmly.**

"**Who are you!?" Sonic demanded.**

"**My real name is only for those who are stronger than I…" he said blankly "you may call me Overlord, that's what everyone will have to call me one…Once I control everything…" He landed on the ground, "give me the emerald now…"**

"**NO WAY!" Sonic shouted, he charged Overlord as fast as he could, preparing to ram him, but right before he did, he grabbed him by the neck.**

"**Do not attempt to defy me…It is pointless…you are not fast enough or strong enough…" He said. Sonic couldn't believe what he was hearing, he was calling him slow. "Now you will sample my power…" He punched Sonic right in the face. Sonic felt as if a large bomb had gone off right on his face which sent him flying three miles and through several canyon walls before he came to a sliding halt. He opened his eyes weakly to see the Overlord was already waiting for him, looking at his knuckles. "I need to work on my punches." He said. "You landed much too early…no then." He picked Sonic up. "Now give me the emerald…"**

**Sonic didn't think he would have any other choice, he was far too powerful for him to handle, but then he got an idea, he pulled out the Chaos Emerald. "Ch-Ch-CHAOS CONTROL!!" he teleported right out of Overlord's grip as far away as he could. Overlord began laughing.**

"**ha ha ha…an interesting trick…" He said, "I'll have to remember that…let's see…" He closed his eyes. "Where are the others…three Chaos Emeralds are together…the guy that was just here is about 30 miles away, and he's moving towards the other three…the fool, he's gathering them all for me…lets see…I cant seem to since one of them for now…one is on the move…the closest one is 15 miles west…in the city…well." He opened his eyes again. "Guess I'll head that way…" With that, he took out at lightning speed. Meanwhile 30 miles away, Sonic was struggling to move.**

"**I…have to…keep moving…I have to…warn the…others…" Sonic couldn't go on anymore, he collapsed where he stood.**

**--**

**Shadow: "HA HA HA! You got your but handed to you!"**

**Sonic: "careful Shadow, as the writer of this story, I can do anything I wanted to you."**

**Shadow: "…"**

**Knuckles/Tails: "HA HA HA!"**

**Shadow: "are we done?"**

**Sonic: "I think so…"**

**Amy: "SONIC!"**

**Sonic: "Crap…"**

**Knuckles: "oh man…"**

**Tails: "why!?"**

**Shadow: "HA HA HA!"**

**Sonic: "well you know what this means Tails?"**

**Tails: "we're moving to a different hideout?"Sonic: "that's right!"**

**Amy: "SONIC!!"Knuckles: "RUN FOR YOUR LIVES!"Tails: "AHHHHHHHHH!"Shadow: "SUPERIOR LIFE FORMS FIRST!"**

**Sonic: "SEE YOU ALL NEXT TIME! PLEASE REVIEW!"**


	3. Chapter 2: the first of many

Sonic: "Well, we have finally successfully moved into our new hideout, and are ready to resume the story."

Shadow: sarcastically "cause we all know the fans have been waiting so desperately"

Sonic: "they have!"

Shadow: "has anyone been asking you for it?"

Knuckles: "your mom asked for it!

Shadow: "STOP SAYING THAT!! NEXT TIME ILL HIT YOU!!"

Tails: gets popcorn

Sonic: "oooooooooooooook, anyway, moving on, chapter 2 yes."

Shadow: "this is the only one that matters cause im in it."

Tails: "so?"

Shadow: glares

Tails: "eep! No I didn't mean it"

Shadow: "that's what I thought you said."

Sonic: "ANYWAY! Please read and review."

--

Chapter 2: the First of Many

The museum had just finished closing up for the day, the security guards were patrolling around the now empty museum. It had been a very busy day, the museum was showing off a recently excavated diamond, one of the largest ever excavated, it had been a very busy day.

"phew…what a day…" one of the security guards said.

"yeah…everyone just has to that diamond, don't they have something better to do?" the other security guard replied.

"yeah seriously, get a life plant a tree do something!…huh?" there was a loud knocking on the door. "jeez they're still coming? Sorry sir! We're closed, come back tomorrow!" the banging continued regardless of what had just been said. "SIR WE'RE CLOSED! COME TOMORROW!"

BOOM! The doors we're blasted open, the guards pulled out there weapons. A large red robot stepped through the smoke, his hands went insides his arms and we're replaced with what looked like mini-guns. The guards prepared to fire but just before they could pull the trigger, the guns were swiped from there hands, they looked around and saw a black hedgehog spinning the guns on his finger, by this time the robot had come within close range, the guards surrendered, then the robot knocked them out.

"area secured" said the robot in a plain emotionless voice, a bat flew in on cue.

"you boys should really keep it down, if anyone had been driving by, we'd all be discovered." said the bat, sounding slightly annoyed.

"is this all necessary Rouge?" said the hedgehog sounding a little harassed.

"of course!" said Rouge, "that diamond is so huge! You cant tell me you don't think its pretty shadow."

"hmph…" said Shadow.

"Omega, are there anymore guards?" Rouge asked.

"Negative…area is secure, diamond detected on second floor." Omega replied

"excellent!" Rouge exclaimed, she flew Shadow and Omega to the second floor. "ah there it is…Omega, break the case please." Rouge asked, Omega did as ordered and smashed the case to bits. Rouge picked up the diamond with a twinkle in her eye. "alright boys, I got what we came for, lets hea--"

"warning…" Omega interrupted, "life form approaching at high velocity." Shadow snorted.

"it's probably Sonic…But why would he come here?…" Shadow pondered to himself.

"negative…it is too fast for sonic." Stated Omega, shadow looked around incredulously.

"what? that's impossible, your scanner must be busted"

"Negative…system check indicates operation at 0 efficiency."

"well then who--?" BOOM! Something had just burst through the wall, sending a cloud of dust through out the 2'nd floor. "well, that answers my unasked question."

"ah…so you knew I was coming?" said a voice through the smoke

"who's there?!" Demanded Shadow.

"my name is only for those stronger than myself," the voice replied "now down to business, you possess a Chaos Emerald, if you give it to me know, I wont kill you."

"Show yourself!" Demanded Rouge.

"as you wish…" A man stepped out through the smoke, he looked no different from most people, except for his green hair, and his blood red eyes, that gleamed a glow that seemed inhuman. Rouge started laughing.

"look at that hair!" said Rouge, laughing "What happened to you fall in a vat of sludge?" the mans eyes narrowed at Rouge

"and you are?" said the man, his eyes narrowed.

"I'm not telling"

"well, if you want to live, then hold your tongue! Now then, your emerald, give it to me." the man said, extending his hand.

"and if I don't?" Shadow said, getting ready for a fight.

"then I'm going to have to kill--"

"Omega! Attack him!" Rouge interjected, Omega unloaded several clips of bullets and a few missles before finishing.

"target destroyed"

"YOU THINK!?" Rouge interjected again, looking around horrified "the point of a clean get-a-way is to keep everything CLEAN!"

"Rouge calm down…"Said Shadow "now they cant pin this on anyone, Omega blew up all the evidence."

"That's right! Now there's no--" She stopped suddenly as she felt something whiz past her ear at a very high speed, she heard a bang and a loud thud behind her, she looked around to see Omega collapsed on the floor, a dagger protruding out of his torso. "Omega! What happened to him?!"

"I did…" said the man, as he emerged from the smoke once more.

"how did you dodge all those bullets?!"

"he didn't…"said Shadow, tensing up "take a closer look." Rouge focused her eyes and noticed many holes in the mans clothing from bullet impacts.

"that's…not possible…" said Rouge sounding afraid. Shadow was thinking of the best way to attack him when he looked back at Omega and saw that the dagger had pierced his power core, and knew what that meant"

"ROUGE! TAKE COVER!" yelled shadow, he grabbed her and jumped off the second floor. "CHAOS CONTROL!!" he and Rouge disappeared.

"again with the disappearing act!" said the man, sounding very annoyed, he pulled the dagger out of omega's torso. "Strange…I wonder why they--" KABOOM!! Omega self-destructed taking the entire second floor with him, the man emerged from the rubble, very dirty, but unharmed, he wiped some dust off his shoulders. "well now that was unexpected! Now then…" he closed his eyes "the one that was just here is now also heading for the other three…all these beings must operate on one mind…now then, one is still in the same place, as for the other…what!" his eyes snapped open "the other one was right where I just was! No wonder I couldn't sense it! I was too close to it, ah, it looks like another back and forth day." with one final annoyed grunt, he vanished into thin air, a couple hands burst through the ruble as the guards unearthed themselves, they're jaws dropped as the looked around at the devastation.

"what…just happened?" one of them asked, the other seemed equally clueless.

--

Shadow: "man"

Sonic: "ha ha you ran!"

Shadow: "that guys so cocky" "and big and ugly too"

Knuckles: "that's what your mom said"

Shadow: hits Knuckles

Knuckles: "OW!"Shadow: "STOP SAYING THAT!!"

Tails: sigh "it never stops does it?"

Sonic: "nope, Read and Review everyone!"


	4. Chapter 3?: i pwn all

Knuckles: "hello everyone, as you know, I'm knuckles and I'll be your host today!"

Shadow: "What!? Howd that happen??"

Tails: "remember shadow? Knuckles tripped Sonic and while we were running away from Amy and she caught him and now he's tied up at her house…poor guy who knows what's happening…"

meanwhile at Amy's

Sonic: covered in lipstick marks "knuckles will pay for this"

Amy: "I'm back sonikku!" jumps on him

Sonic: "AHHHHH!"

back at the hideout

Shadow: "oh right…so how'd he become host??"

Tails: "cause you two decided how to settle it, you stupidly choose arm wrestling, and you lost"

Shadow: "not fair…"

Knuckles: "perfectly fair! Now then, since sonic is…unavailable shall we say, I took the liberty of writing the chapter myself! Enjoy!"

Shadow: "jeez…"

--

Chapter 3: I pwn all!

ovurlord and egman were lafing at their victory as sonic and the others were lying in a heap on the floor, beaten very badly.

"AT LAST!" lafed egman "we have defeated sonic and his stupid friendz! Now we shall rule it all!"

"yes it shal be all ours!" lafed overlord.

"noooo…." moaned sonic. "what shal we do? We are all doomd!"

"if only a real manly hero could save us!" said rouge

"no one can sav you now!" said egman

"guess again dr. egman!" said a deep and heroic voice

"who said that??" said overlord, looking around wildly

"no! its--its--its--!" stuttered egman

"that's right egman!" said knuckles taking a heroic pose in the conviently open window.

"were domed!" said egman

"were saved!" said sonic and crew.

"hes my idle!" said tails

"now that's a real man!" said rouge

"what shal we do?!" said overlord in a panic

"gather around robots!" commanded egman "listen! If we all shoot at him, maybe one of us will hit him! Ready? Fire!" the robots started firing, but knuckles dodged all the bullets and destroyed all of the robots and cornered egman.

"surrender egman!" comanded knuckles

"yes please I just want to live!" pleaded egman but knuckles knocked him out

"now for you ovurlord!" said knuckles

"forget that! I'm out!" and with that, he telepoorted

"my hero!" said rouge tackling knuckles

"dude you were so totaly way past cool awsome!" said sonic

"all in a days work" said knuckles, shadow came out wearing a janitors uniform and large broom and a tras can, he started sweeping up the robots.

"stupid knuckles…" grumbled shadow " I could be a super hero too…im awsome…"

"what was that shadow?" said knuckles

"what me? No noting, noting at all, PLEASE GOD I JUST WANT TO LIVE!! PLEASE FORGIVE ME LORD AND MASTER KNUCKLES!!"

"that's what I thought you said"

--

Shadow: "ILL KILL HIM!"Tails: "calm down"

Shadow: "NEVER! ILL KILL HIM!"Knuckles: "hi all"

Shadow: "IM GOING TO KILL YOU!"

Knuckles: "oh please spare me."

Sonic: slams door open wiping off lipstick marks, holds out hand to shadow "truce?"

Shadow: shakes hand "truce"

Sonic: "tails you gonna help?"

Tails: "yeah sure!"

Sonic: "GET'EM GUYS!!"

Knuckles: "OH GOD!!" runs

Shadow: "GET BACK HERE!!" chases

Tails: "WAIT FOR ME!!" pursuesSonic: picks up a bat see you all with the REAL chapter 3 soon, comment if you must, ill be back…GET HIM!!" runs


	5. Chapter 3: the innocents suffer most

knuckles was hanging upside down from the ceiling, shadow was standing next to him with a bat and a wild look in his eye

Shadow: "sonic please let me hit him, please!"

Sonic: "no shadow, you can only hit knuckles if tails or myself say four, got it?" winks

Shadow: grins "got it"

Sonic: "well, since knuckles took it upon himself to write a chapter, welcome to chapter FOUR!"

Shadow: hits knuckles

Knuckles: "OW!!"

Sonic: "wow ive never done this much writing beFORE!!"

Shadow: hits knuckles

Knuckles: "OW!!"

Sonic: "wow this story is popular, I bet im in the top FOUR!!"

Shadow: hits knuckles

Knuckles: "OW!!"

Tails: "oh that looks fun! Let me try! FOUR!"

Shadow: hits knuckles

Knuckles: "OW!!"

Sonic: "yes that is fun, anyway, on to chapter FOUR!!"

Shadow: hits knuckles

Knuckles: "OW!!"

Tails: "FOUR!!"

Shadow: hits knuckles

Knuckles: "OW!!"

Sonic: "ok, on with the real chapter 3"

Shadow: "any last words?" pulls out spiked metal back

Knuckles: "YOUR MOM!"Shadow: "WHY YOU LITTLE--!"

--

Chapter 3: the innocents suffer the most

Amy, Cream and Big where wandering around the canyon where Sonic had been just a little while ago, Amy continued calling out for him.

"SONIKUU!!" Amy yelled, "COME OUT SONIKUU!!""maybe Mr. Sonic isn't here…" Cream wondered.

"Froggy?" Said Big

"no Big" Said Amy "Not froggy, Sonic, that's who we're looking for."

"but how do you know he is here?" Asked Cream.

"it's a sixth sense I have," Amy replied "wherever my Sonic goes, I can follow him! And plus" she pulled out a chaos emerald "the closer I get to him, the brighter this glows!""its so pretty!" Said Cream

"Chao chao!" said cheese in agreement.

"ah…so you possess the emerald…" said a voice in the trees, Amy and cheese looked around wildly.

"who's there!?" Shouted Amy.

"I'm no one you need to know, now, hand me the emerald, my patience wears thin." said the voice again, Amy gave the emerald to Big and pulled out her hammer.

"never!" Said Amy, Cream cowered behind her.

"you…the big one…" said the voice, Big looked around wildly. "give me the emerald, and you may live." Big shook his head, somewhere, they heard a sigh. "so be it…" out of nowhere, a man popped out of the trees, pulled out two blood red daggers, and sped down to Big, Big tossed the emerald to Amy, the man hit the ground in front of Big, who suddenly froze in place. "fool…"

"why do you want the emerald?!" Amy demanded.

"ha ha ha…same all do…" the man said.

"Big throw him or something!" Amy commanded, Big didn't move, but continued to remain frozen. "Big?"

"forget it…"the man said, standing up. "he wont be moving, or doing much of anything anymore…"

"what…what do you mean?!" Amy yelled.

"observe…" the man said, he poked big in the chest, and he fell over, and didn't get up.

"MR. BIG!!" Cream yelled, crying.

"NO! WHY DID YOU DO THAT!?" Amy yelled.

"because Amy, he refused to give me the emerald." he replied.

"how…how did you know my name!?" Amy demanded, looking surprised.

"he told me." the man indicated Big's body.

"but how could he have--? Never mind "Amy handed the emerald to Cream. "Cream, Cheese, take the emerald and go find sonic, I'll hold him off!"

"but--!"

"NOW!" Amy commanded, Cream turned the other way and ran, with Cheese following close behind.

"no you don't!" said the man, he jumped high into the air, and like a hawk, came down on Cream and Cheese with his daggers.

"NO!!" Amy cried.

"yes…"the man said, looking at the emerald with a greedy expression "that's one…"

"WHEN SONIC GETS HERE HE'LL KILL YOU FOR THIS!!" Amy yelled, crying.

"Sonic?" Asked the man, confused. "who is this--ah yes! Cream told me all about him, yes we've already had the pleasure of meeting!"

"what…what are you saying!?" Demanded Amy, tearing up again.

"let's just say he wont be helping you anytime soon…" he replied casually "ha ha….hya ha ha ha ha ha!" he continued laughing, Amy couldn't stand another word out of him, she picked up her hammer and charged at him and slammed it into him head, but he barely reacted at all, he grabbed her by the neck, threw her into the air with one hand, and threw a dagger after her with the other, the dagger went straight into her, he summoned the dagger back to his hand and put it away, Amy's body hit the floor, badly hurt. "so annoying…at least she'll be dead soon" he took one last looked around and teleported, leaving the bodies where they lay. "now then…" He closed his eyes "hmmm….one of the emeralds has moved…I suppose I'll go after…AHHHH!!" He yelled suddenly, clutching his head. "what was that! It was definatly an emerald, but it was so powerful! Forget the one that moved, I'm going after that one!" and with that, he teleported again, meanwhile, Amy laid against a tree, clutching her wound tightly.

"Sonic…"she said weakly "I'm sorry….I know….you'll beat…him…" Shortly after those words, she fell sideways, and didn't move.

--

Tails: "wow, that was absolutely brutal."

Sonic: "yeah well, had to happen."

Shadow: "Amy's going to kill you when she reads this."

Sonic: "hey, I can't please everyone!"

Knuckles: "that's what your mom said!"

Shadow: hits knuckles

Knuckles: "OW!!"

Shadow: "STOP SAYING THAT!!"

Tails: "he never listens…"

Shadow: "one more time?"

Sonic: "well…I don't know, he's never been hit this many times beFORE!"Shadow: hits knuckles

Knuckles: "OW!!"

Tails: "it's a good day"

Sonic: "see you all next time! Comment please!


	6. Chapter 4: Angel Island Siege

--

Sonic: "well today will be interesting…we…kinda had a problem"

Tails: "a funny problem!"

Knuckles: "I wouldn't call it a problem, he's never been better!"

(audience): "what happened?"

Sonic: "tails, if you would."

Tails: "sure" opens door to reveals shadow in a chair with rouge holding his hand

Shadow: "isn't life grand? I love you all"

Knuckles: "god get him to stop that!"

Rouge: "what happened to my shadow??"

Sonic: "he ingested catnip"

Rouge: "WHO GAVE HIM CATNIP?!"Knuckles: whistling

Rouge: "why you little--!"

Shadow: "rouge you look like your under some stress, do you need a hug?"

Sonic: "that's getting really old"

Tails: "its getting on my nerves kinda"

Knuckles: "your moms getting on your nerves"

Shadow: laughs a lot "omg knuckles that's so funny!"Sonic: OOTails: OORouge: OO

Knuckles: OO

Sonic: "well…ok…lets get on with chapter 4!"--

Chapter Four: Angel Island Siege

Knuckles was sitting at the base of the altar of the master emerald, meditating as he did daily, keeping guard over it, when he heard a voice.

"Well there's actually someone living here on this isolated island, just when I thought I would actually find a stray emerald, ah well I'm fine with this." said the voice, Knuckles' eyes snapped open.

"Who said that!?" Knuckles demanded, looking around wildly.

"I'm up here you fool." Said the voice, Knuckles turned to the emerald to see a man with green hair leaning on it.

"KEEP AWAY FROM THAT!" Knuckles jumped and punched at him, but missed.

"I'm losing my patience Knuckles, give me the emerald." Said the man.

"I don't know how you know my name, but your not getting this emerald!" Knuckles stated.

"Then I guess your going to die." The man pulled out two daggers and lunged at him, Knuckles side stepped him and dug his spiked knuckles into his face. "well well well," said the man, feeling his jaw "the people of the planet can fight, I actually felt that!"

"well your gonna feel this too!" Knuckles threw his hand back and launched a Thunder Arrow at him which hit him square in the chest.

"oof! Well, so this race does possess some power," said the man, "but observe real power, Cyclone Blast!" Knuckles had no time to realize what had happened, all he knew was that something powerful had hit him square in the chest so hard that was completely knocked out, the man walked past him. "Pathetic…now then…" He walked to the master emerald, Knuckles told the master emerald to stay attached to the shrine with his mind. "at last…" He put his hands on the emerald, and attempted to lift it, but it stayed attached. "what's this!? I can't lift it, what's going on!?" Knuckles laughed weakly to himself. The man picked him up by the neck. "You! Explain this to me!"

"heh…heh…sorry…but that…emerald…only does…what an…echidna tells…it to…" Knuckles replied with a small smile.

"Tell it to move or I will kill you!"

"ha…go ahead…if you do…then…it wont…listen to…anyone…" Knuckles said, still smiling, it was a bluff and he knew it, but it seemed to work, he let him fall to the ground.

"fine, keep your emerald, there are still six others out there that will obey my commands!" With that, he disappeared. Knuckles got up, clutching his chest.

"this is bad…six others…but there are seven…he must have one…but that means he's going after the others…I have to warn everyone! But first…" He picked up the emerald and miniaturized it. "This may come in handy…I'll keep it with me…" And with that he headed off.

--

Knuckles: "grrr…"

Sonic: "oh come on you didn't think I was going to let you off easy did you?"Tails: "when am I going to make my appearance!"

Sonic: "Course! It'll be two chapters from now."

Tails: "yay!"Rouge: "everyone! I have great news!"

Knuckles: "your getting with me??"

Rouge: "no…"

Shadow: walks, looks around "I hate you all"

Sonic: "welcome back!"

Tails: "that's the shadow we know!"Knuckles: "that's what your mom said!"

Shadow: hits Knuckles

Knuckles: "OW!"Shadow: "STOP SAYING THAT!!"

Sonic: "I was starting to miss that…R&R everyone!"


	7. Chapter 5: old flame rekindled

Sonic: "at last, this is the chapter ive been waiting for!"Tails: "why?"

Sonic: "cause this is the one where I introduce my very own fan character!"

Knuckles: "sweet!"

Shadow: "please! Please don't tell me its another hedgehog!"

Sonic: "its not"

Shadow: "phew…"

Tails: "why does it matter?

Sonic: "cause there are waaaaaaaay too many hedgehogs, theres me, there shadow, there silver, and a bunch more that I know, and probably hundreds more that I don't!"

Knuckles: "wow…that's a lot!"

Shadow: "exactly"

Sonic: "yeah my characters totally original, he has his own weapon, his own race, his class."

Knuckles: "his own gender??"

Sonic/Tails/Shadow: laughing

Tails: "no knuckles! Oh my god!"

Shadow: "what an idiot!"

Sonic: "hahahahahahaha!"

Knuckles: "I knew that…I was kidding!"

Tails: "suuuuuuuuure"

Shadow: "what a loser"

Knuckles: "that's what your mom said!"Shadow: hits Knuckles

Knuckles: "OW!"

Shadow: "STOP SAYING THAT!"

Sonic: "anyway…on with chapter 5! Oh, but just before that, quick bio!"

Name: Falidor

Home planet: Delphor

Age: 19

Class: Chaos Sage

Weapon: Chaos Rod

Hair: brown

Eyes: Green

Height: 6"0

Clothing: green chest plate, dark blue robe, brown boots, green armor pants

--

Chapter 5: Old Flame Rekindled

Falidor was sitting inside the base of small mountain in a canyon, meditating as he did every week for 10 hours, keeping his dark blue chaos emerald tight in his hand as he always did. He was already half-way through the meditation when he heard a voice in his head.

"he's coming…" said the voice.

"hmm?" Falidor grunted, his mind coming back from meditation, "who's there?"

"he's coming…for me…and your soul…" said the voice again.

"it's you…the same as before…who is coming?" Falidor asked.

"he is coming…" the voice faded out.

"hey, wait! Answer my question!" Falidor demanded, but there was no answer. "grr…you leave again and leave me with nothing." He shook it off and went back to his meditation. Another hour went by without any interruptions, he then sensed someone else had entered the area, he thought at first that it might be knuckles coming in to share some new information he dug up from the ruins, or tails asking to experiment on his armor again. He was wrong on both accounts, all he heard was a cold laugh.

"ha ha ha…ha ha ha ha ha…hya ha ha ha ha ha!" the laughter continued "well well well! What a surprise! I never expected to find you hiding here of all places Falidor!" the voice said with a note of excitement. Falidor felt his stomach plummet to the core of the planet, he knew that cold voice, though he never imagined he'd hear it here. He opened his eyes slowly, knowing who he was about to see.

"OVERLORD!!" He jumped back, changing the dark blue emerald into a dark blue rod on the way. "WHY ARE YOU HERE!?" Falidor demanded.

"oh same old, same old" Overlord said casually, "visiting all the planets, seeing all the sights, destroying everything and everyone in sight."

"sounds like you haven't changed…" Falidor said coldly.

"maybe I haven't, but you've changed a lot!" said Overlord, observing him. "you've grown stronger…and you've become a Chaos Guardian! Who would have thought!"

(Sonic: "ill give a brief history of chaos guardians in later")

"I don't know how you know about Chaos Guardians, but I don't care! I'm going to kill you today!" Falidor stated, getting into stance.

"ha ha ha…I see your still soar, I thought you didn't like your planet?" said Overlord coldly.

"I didn't like it in its current state…but you didn't have to destroy it! All those innocent people!" Falidor yelled angrily

"they weren't the first…and they certainly won't be the last!" said Overlord, getting into stance as well. The two of them stayed in position for a while, then Falidor broke the silence.

"just answer me this…how do you sleep knowing how many people you kill in cold blood?" Falidor asked. Overlord laughed.

"ha ha ha ha! Quite simple, I close my eyes!" Overlord replied casually, upon hearing this, Falidor launched himself at Overlord, who did the same, they're weapons collided with such force that the small mountain they were in collapsed. They both flew out of the wreckage and continued flying off and colliding into each other.

"CHAOS BOMB!" Falidor launched several orb like bombs of energy at Overlord, he chopped through them, and extended his daggers to strike at Falidor, he teleported behind him swung his rod down at him, he blocked the strike and the two of them hit the ground and immediately bounced back into the fight. Overlord swiped for Falidor's throat, but he ducked under the strike and aimed a kick at him, but he sidestepped it, and plunged a dagger down at him, Falidor blocked the strike and blasted him backwards.

"ha ha…well you can actually hit me now!" Overlord said, laughing. "Last time you couldn't touch me!"

"maybe so, but I still came close to defeating you!" Falidor retorted.

"mere chance" said Overlord calmly "you wont be so lucky this time."

"CHAOS DOOM!" A large beam came out of the rob and hit Overlord square in the chest and sent him flying, he broke out of it and rammed Falidor into another nearby mountain which also collapsed. Falidor parried one of his daggers and aimed a blow to his chest, but was reflected by another dagger.

Overlord spun around and attempted to stab his side, but he jumped over it and aimed a blow to Overlord's head, but he dodged it and blasted him backwards with a small explosion. Falidor teleported again and kicked Overlord in the back.

he grabbed his leg and slammed him into the ground and kicked his rod out of the way, then he attempted to stab him, but he rolled out of the way and summoned the rod back into his hand and blasted Overlord a bit backwards.

Overlord charged him, both his daggers pointed forwards, Faildor blocked them both, they stood their ground, each of them pushing against each other with their weapons, Falidor shooting a look of hatred at him, Overlord only smiled coldly. They propelled backwards and continued slamming into each other.

Overlord swiped at his head, but missed, Falidor swung at his back but was blocked by one of his daggers. Overlord swung his other dagger forward at him, but Falidor teleported out of the way and kicked him.

"hmmm….this teleporting technique of this planet begins to annoy me!" His daggers began shining red, Falidor floated in the air, ready for him to swing at him, but he didn't, the daggers extended out wards and split into 50 different directions, each of them digging themselves into Falidor's skin. He grunted in pain and fell to the ground, barely standing. "ha ha ha…still don't get it do you? You can't win! You could never beat me! Your too weak!"

"urg…Overlord…no matter how long it takes…I will kill you…" Falidor said weakly.

"ha! You can barely stand!" Overlord pointed out, laughing.

"maybe not now…but one day…" Falidor responded.

"there won't be a 'one day', I'm going to kill you now!" Overlord said.

"oh yes there will…CHAOS DOOM!" he blasted Overlord in the face, he yelled a little and shook it off.

"WHY YOU--!…huh?" Falidor had disappeared, leaving nothing but a small pool of blood where he'd had just been. "AGAIN! AGH!!" He blasted the whole area out of anger, and disappeared in search of his next victim.

--

Sonic: "well that was exciting"

Knuckles: "lazy"

Tails: "he is not!"

Sonic: "yeah! Sides you just sit there and say--"

Knuckles: "like your mom!"

Shadow: hits Knuckles

Knuckles: "OW!"Shadow: "STOP SAYING THAT!!"

Sonic: "yeah…that…"

Tails: "what do I do?"

Shadow: "comic relief."

Tails: "I am not!"

Shadow: "are too"

Tails: "am not!"

Sonic: "this argument is very stupid"

Knuckles: eating popcorn "im enjoying it!"

Sonic: rolls eyes "oh whatever…anyway, please comment, ill get chapter 6 up asap."


	8. Chapter 6: the future vs the past

Sonic: "at last, this is the chapter ive been waiting for!"Tails: "why?"

Sonic: "cause this is the one where I introduce my very own fan character!"

Knuckles: "sweet!"

Shadow: "please! Please don't tell me its another hedgehog!"

Sonic: "its not"

Shadow: "phew…"

Tails: "why does it matter?

Sonic: "cause there are waaaaaaaay too many hedgehogs, theres me, there shadow, there silver, and a bunch more that I know, and probably hundreds more that I don't!"

Knuckles: "wow…that's a lot!"

Shadow: "exactly"

Sonic: "yeah my characters totally original, he has his own weapon, his own race, his class."

Knuckles: "his own gender??"

Sonic/Tails/Shadow: laughing

Tails: "no knuckles! Oh my god!"

Shadow: "what an idiot!"

Sonic: "hahahahahahaha!"

Knuckles: "I knew that…I was kidding!"

Tails: "suuuuuuuuure"

Shadow: "what a loser"

Knuckles: "that's what your mom said!"Shadow: hits Knuckles

Knuckles: "OW!"

Shadow: "STOP SAYING THAT!"

Sonic: "anyway…on with chapter 5! Oh, but just before that, quick bio!"

Name: Falidor

Home planet: Delphor

Age: 19

Class: Chaos Sage

Weapon: Chaos Rod

Hair: brown

Eyes: Green

Height: 6"0

Clothing: green chest plate, dark blue robe, brown boots, green armor pants

--

Chapter 5: Old Flame Rekindled

Falidor was sitting inside the base of small mountain in a canyon, meditating as he did every week for 10 hours, keeping his dark blue chaos emerald tight in his hand as he always did. He was already half-way through the meditation when he heard a voice in his head.

"he's coming…" said the voice.

"hmm?" Falidor grunted, his mind coming back from meditation, "who's there?"

"he's coming…for me…and your soul…" said the voice again.

"it's you…the same as before…who is coming?" Falidor asked.

"he is coming…" the voice faded out.

"hey, wait! Answer my question!" Falidor demanded, but there was no answer. "grr…you leave again and leave me with nothing." He shook it off and went back to his meditation. Another hour went by without any interruptions, he then sensed someone else had entered the area, he thought at first that it might be knuckles coming in to share some new information he dug up from the ruins, or tails asking to experiment on his armor again. He was wrong on both accounts, all he heard was a cold laugh.

"ha ha ha…ha ha ha ha ha…hya ha ha ha ha ha!" the laughter continued "well well well! What a surprise! I never expected to find you hiding here of all places Falidor!" the voice said with a note of excitement. Falidor felt his stomach plummet to the core of the planet, he knew that cold voice, though he never imagined he'd hear it here. He opened his eyes slowly, knowing who he was about to see.

"OVERLORD!!" He jumped back, changing the dark blue emerald into a dark blue rod on the way. "WHY ARE YOU HERE!?" Falidor demanded.

"oh same old, same old" Overlord said casually, "visiting all the planets, seeing all the sights, destroying everything and everyone in sight."

"sounds like you haven't changed…" Falidor said coldly.

"maybe I haven't, but you've changed a lot!" said Overlord, observing him. "you've grown stronger…and you've become a Chaos Guardian! Who would have thought!"

(Sonic: "ill give a brief history of chaos guardians in later")

"I don't know how you know about Chaos Guardians, but I don't care! I'm going to kill you today!" Falidor stated, getting into stance.

"ha ha ha…I see your still soar, I thought you didn't like your planet?" said Overlord coldly.

"I didn't like it in its current state…but you didn't have to destroy it! All those innocent people!" Falidor yelled angrily

"they weren't the first…and they certainly won't be the last!" said Overlord, getting into stance as well. The two of them stayed in position for a while, then Falidor broke the silence.

"just answer me this…how do you sleep knowing how many people you kill in cold blood?" Falidor asked. Overlord laughed.

"ha ha ha ha! Quite simple, I close my eyes!" Overlord replied casually, upon hearing this, Falidor launched himself at Overlord, who did the same, they're weapons collided with such force that the small mountain they were in collapsed. They both flew out of the wreckage and continued flying off and colliding into each other.

"CHAOS BOMB!" Falidor launched several orb like bombs of energy at Overlord, he chopped through them, and extended his daggers to strike at Falidor, he teleported behind him swung his rod down at him, he blocked the strike and the two of them hit the ground and immediately bounced back into the fight. Overlord swiped for Falidor's throat, but he ducked under the strike and aimed a kick at him, but he sidestepped it, and plunged a dagger down at him, Falidor blocked the strike and blasted him backwards.

"ha ha…well you can actually hit me now!" Overlord said, laughing. "Last time you couldn't touch me!"

"maybe so, but I still came close to defeating you!" Falidor retorted.

"mere chance" said Overlord calmly "you wont be so lucky this time."

"CHAOS DOOM!" A large beam came out of the rob and hit Overlord square in the chest and sent him flying, he broke out of it and rammed Falidor into another nearby mountain which also collapsed. Falidor parried one of his daggers and aimed a blow to his chest, but was reflected by another dagger.

Overlord spun around and attempted to stab his side, but he jumped over it and aimed a blow to Overlord's head, but he dodged it and blasted him backwards with a small explosion. Falidor teleported again and kicked Overlord in the back.

he grabbed his leg and slammed him into the ground and kicked his rod out of the way, then he attempted to stab him, but he rolled out of the way and summoned the rod back into his hand and blasted Overlord a bit backwards.

Overlord charged him, both his daggers pointed forwards, Faildor blocked them both, they stood their ground, each of them pushing against each other with their weapons, Falidor shooting a look of hatred at him, Overlord only smiled coldly. They propelled backwards and continued slamming into each other.

Overlord swiped at his head, but missed, Falidor swung at his back but was blocked by one of his daggers. Overlord swung his other dagger forward at him, but Falidor teleported out of the way and kicked him.

"hmmm….this teleporting technique of this planet begins to annoy me!" His daggers began shining red, Falidor floated in the air, ready for him to swing at him, but he didn't, the daggers extended out wards and split into 50 different directions, each of them digging themselves into Falidor's skin. He grunted in pain and fell to the ground, barely standing. "ha ha ha…still don't get it do you? You can't win! You could never beat me! Your too weak!"

"urg…Overlord…no matter how long it takes…I will kill you…" Falidor said weakly.

"ha! You can barely stand!" Overlord pointed out, laughing.

"maybe not now…but one day…" Falidor responded.

"there won't be a 'one day', I'm going to kill you now!" Overlord said.

"oh yes there will…CHAOS DOOM!" he blasted Overlord in the face, he yelled a little and shook it off.

"WHY YOU--!…huh?" Falidor had disappeared, leaving nothing but a small pool of blood where he'd had just been. "AGAIN! AGH!!" He blasted the whole area out of anger, and disappeared in search of his next victim.

--

Sonic: "well that was exciting"

Knuckles: "lazy"

Tails: "he is not!"

Sonic: "yeah! Sides you just sit there and say--"

Knuckles: "like your mom!"

Shadow: hits Knuckles

Knuckles: "OW!"Shadow: "STOP SAYING THAT!!"

Sonic: "yeah…that…"

Tails: "what do I do?"

Shadow: "comic relief."

Tails: "I am not!"

Shadow: "are too"

Tails: "am not!"

Sonic: "this argument is very stupid"

Knuckles: eating popcorn "im enjoying it!"

Sonic: rolls eyes "oh whatever…anyway, please comment, ill get chapter 6 up asap."


	9. Chapter 7: the survivors gather

Sonic: "well now we're on to your chapter tails!"

Tails: gulp

Sonic: "oh come on do you think id let anything bad happen to you?"

Tails: "yes"

Knuckles: "in a heartbeat"

Shadow: "without a second thought"

Sonic: "your all against me…anyway R&R please!"

--

Chapter 7: the survivors gather

"so let me get this straight…" Tails said, as Falidor finished explaining what had happened to him. "this guy wants the emeralds…and he wants to use them to make himself invincible?"

"yes…although he is already very powerful, he's still vulnerable." Falidor said, constantly looking out the windows and doors, gripping his Chaos Rod tightly.

"and he wants to destroy all creation!?"

"that's…to the point." His head suddenly darted to the door. "someone's coming…" He stood up, his Chaos rod at the ready, Knuckles ran in.

"TAILS! FALIDOR! THERES THIS GUY--!" He began, but Tails cut in.

"we know, Falidor just got through explaining it to me." Tails said.

"Well we have to warn the others!" Knuckles said.

"of course…assuming that there are survivors…" Falidor said, his eyes closed.

"don't say that!" Tails said, covering his ears. "they have to be alive…sonic… where's sonic!?"

"I'm looking…hang on…" Falidor said, keeping his eyes closed, they suddenly opened. "Sonic!" he teleported, then came back with Sonic unconscious in his arms.

"SONIC!" Tails and Knuckles yelled at the same time.

"he's alright…he's hurt but he's alive…and he still has his emerald…good for you Sonic…" Falidor said, laying him down on the floor.

"can you heal him?" Tails asked, worried.

"yes…give me a moment…" He pointed his Chaos Rod at him and closed his eyes, a small line of blue light came out and covered Sonic's whole body, after a minute, it vanished along with all of Sonic's wounds, after a few moments, he sat up with a groan, holding his head.

"ow…what…where am I?…" Sonic said weakly, Tails and Knuckles helped him up.

"your at my workshop…are you ok?…" Tails said.

"I…think…so….wait! Where's Overlord!?" He said looking wildly around.

"he's not here, your safe for now Sonic." Falidor said.

"Falidor?…how do you…know about him?"

"so we're not the only ones with problems I see…" Everyone looked around, Shadow and Rouge, were standing in the doorway.

"Shadow?…" Sonic said trying to see clearly through the glare of the sun.

"hey guys! Glad your ok!" Said Tails, beaming. "hey…where's Omega?" Rouge looked away pointedly, and Shadow closed his eyes.

"he…he didn't make it…" Rouge said, her voice a little strained.

"I'm sorry to hear that…" Said Falidor

"yeah…at least…he went out with a bang." Rouge sad with a sad chuckle.

"this isn't the time for jokes." Shadow said, leaning against the wall.

"your right…" Falidor said, sitting down. "Everyone take a seat, and I'll tell you everything I know…"

"you mind if I join in?" Everyone looked around again, Shadow opened one eye, Silver was standing in the doorway, clutching his bleeding arm.

"Silver!" Sonic said, catching him as he collapsed.

"I got it." Falidor healed him in the same way he healed Sonic, Silver stood up.

"thank you…" Silver said.

"where's Blaze?" Knuckles asked fearfully.

"she's…gone…" Silver said sadly.

"I'm so sorry Silver…" Sonic said, patting him on the back.

"tell me everything…" Silver said. "I was to be able to put him down…"

"calm yourself Silver," Falidor said "before we do anything else, we need to find the rest of the survivors, if he's found you all already, then I'm sure the others are having luck just as bad."

"so…Sonic has his, Shadow has his, Silver have his, Falidor has his and there's one here…" Knuckles said, counting on his fist. "So all together that's five…"

"who else has one?" Falidor asked.

"well…" Tails said, thinking "I think the two left belong to the chaotic team and Amy."

"what!?" Sonic interjected, standing up "Amy has one!? We gotta find her, or she'll be in a lot of trouble!"

"I know, let me turn on the Chaos Emerald radar." Tails said walking over to a large computer and turning it on, "ok…let's see…the one that's with the Chaotix team seems to be ok, it's still at their headquarters…"

"and Amy's?" Sonic asked impatiently

"I'm looking…" Tails said, the computer beeped, Tails froze.

"Well!?" Sonic demanded. Tails hesitated for a moment.

"her emerald…is moving at an incalculable speed…there's no way she still has it…" Tails said sadly.

"but…no…she can't be…" Sonic said trying to make sense out of it, he looked helplessly at Falidor, who already had his eyes closed.

"hmmm…I can't sense her life force anywhere…" He said without opening his eyes.

"what about Big? And Cream!?" Sonic demanded. Falidor hesitated for a moment, then shook his head solemnly. Sonic ran his hands through his quills and sat down, trying to take it all in.

"he's heartless…who could…"

"I know Sonic…" Falidor said. "he was always like that…"

"always?" Shadow said, speaking at last "what do you--?

"Wait a sec!" Knuckles cut in, everyone jumped and looked at him "We gotta warn the Chaotix team now!" Knuckles looked around wildly, then rushed at the phone on the table, picked it up and dialed a number at top speed. "grr….come on come on pick up the phone!"

"hello" Said a gruff voice "this is the Team Chaotix detective services, and we never turn down work that--"

"VECTOR! IT'S KNUCKLES!" Knuckles yelled into the phone as though he couldn't hear him otherwise.

"whoa! Knuckles calm down I can hear you already!" Vector said, aggrevated.

"OH!" Said a high pitched voice in the background, "it's Knuckles!? Oh oh oh oh oh, Vector! Tell him I say hi! Please please please!"

"Calm down Charmy you'll get your chance." Said a very controlled and calm voice.

"but Espio!" Charmy whined.

"Quiet the both of ya!" Vector said sounding harassed, "what's wrong already Knux?"

"GUYS! YOU GOTTA GET YOUR EMERALD AND COME TO TAILS' WORKSHOP RIGHT AWAY!" Knuckles yelled.

"whoa whoa whoa calm down! Why--?"

"NOW!"

"ok ok! We're coming already! Geez…" Vector said, sounding very annoyed.

"thanks guys…" Knuckles said, sounding relieved. But it was short lived as he heard the sound of a door being blown open. "GUYS! ARE YOU OK!?"

"Who's that!?" Vector demanded, "who's there!"

"my patience is out!" Knuckles' heart plummeted quick when he heard Overlord's cold, angry voice. "give me your emerald right now!"

"no way!" Vector retorted.

"Then death welcomes you all!" There was a sound a metal scraping, a large scuffle, and some screams, and then a silence that surpassed even moonlit graveyards. Knuckles' heart was going a mile a minute.

"HELLO!? SOMEONE ANSWER THE PHONE!?" Knuckles demanded.

"who's this!?" Overlord demanded into the phone. "who's yelling!?"

"YOU BETTER KNOW WHO THIS IS!?" Knuckles yelled.

"ah yes…your that annoying Echidna…" Overlord said "well were these your friends? Sorry they can't come to the phone they're…not here anymore…"

"you…I'll kill you for this.."

"ha, your not the first nor the last to say that to me, but if your so intent on killing me, I'll be in the desert in an hour, just don't make things too boring for me will you?" and with that, the line cut off. Knuckles froze for a minute, then repeatedly slammed the phone onto the receiver until it was dust.

"ARRRRRRRRRRRRRRRRRGGGGGGGGGHHHHHHH!! I'M GOING TO KILL HIM!!" Knuckles yelled.

--

Tails: "IM ALIVE!!"

Sonic: "for now…"

Tails: "what was that?"

Sonic: "nothing!"

Shadow: "great three more dead, how fun…"

Knucles: "like you mom!"

Shadow: hits knuckles

Knuckles: "OW!"

Shadow: "STOP SAYING THAT!!"

Sonic: "yeah have fun with that, next chapter up soon! R&R!"


	10. Chapter 8: knuckles strikes back

Sonic: "well now we're on to your chapter tails!"

Tails: gulp

Sonic: "oh come on do you think id let anything bad happen to you?"

Tails: "yes"

Knuckles: "in a heartbeat"

Shadow: "without a second thought"

Sonic: "your all against me…anyway R&R please!"

--

Chapter 7: the survivors gather

"so let me get this straight…" Tails said, as Falidor finished explaining what had happened to him. "this guy wants the emeralds…and he wants to use them to make himself invincible?"

"yes…although he is already very powerful, he's still vulnerable." Falidor said, constantly looking out the windows and doors, gripping his Chaos Rod tightly.

"and he wants to destroy all creation!?"

"that's…to the point." His head suddenly darted to the door. "someone's coming…" He stood up, his Chaos rod at the ready, Knuckles ran in.

"TAILS! FALIDOR! THERES THIS GUY--!" He began, but Tails cut in.

"we know, Falidor just got through explaining it to me." Tails said.

"Well we have to warn the others!" Knuckles said.

"of course…assuming that there are survivors…" Falidor said, his eyes closed.

"don't say that!" Tails said, covering his ears. "they have to be alive…sonic… where's sonic!?"

"I'm looking…hang on…" Falidor said, keeping his eyes closed, they suddenly opened. "Sonic!" he teleported, then came back with Sonic unconscious in his arms.

"SONIC!" Tails and Knuckles yelled at the same time.

"he's alright…he's hurt but he's alive…and he still has his emerald…good for you Sonic…" Falidor said, laying him down on the floor.

"can you heal him?" Tails asked, worried.

"yes…give me a moment…" He pointed his Chaos Rod at him and closed his eyes, a small line of blue light came out and covered Sonic's whole body, after a minute, it vanished along with all of Sonic's wounds, after a few moments, he sat up with a groan, holding his head.

"ow…what…where am I?…" Sonic said weakly, Tails and Knuckles helped him up.

"your at my workshop…are you ok?…" Tails said.

"I…think…so….wait! Where's Overlord!?" He said looking wildly around.

"he's not here, your safe for now Sonic." Falidor said.

"Falidor?…how do you…know about him?"

"so we're not the only ones with problems I see…" Everyone looked around, Shadow and Rouge, were standing in the doorway.

"Shadow?…" Sonic said trying to see clearly through the glare of the sun.

"hey guys! Glad your ok!" Said Tails, beaming. "hey…where's Omega?" Rouge looked away pointedly, and Shadow closed his eyes.

"he…he didn't make it…" Rouge said, her voice a little strained.

"I'm sorry to hear that…" Said Falidor

"yeah…at least…he went out with a bang." Rouge sad with a sad chuckle.

"this isn't the time for jokes." Shadow said, leaning against the wall.

"your right…" Falidor said, sitting down. "Everyone take a seat, and I'll tell you everything I know…"

"you mind if I join in?" Everyone looked around again, Shadow opened one eye, Silver was standing in the doorway, clutching his bleeding arm.

"Silver!" Sonic said, catching him as he collapsed.

"I got it." Falidor healed him in the same way he healed Sonic, Silver stood up.

"thank you…" Silver said.

"where's Blaze?" Knuckles asked fearfully.

"she's…gone…" Silver said sadly.

"I'm so sorry Silver…" Sonic said, patting him on the back.

"tell me everything…" Silver said. "I was to be able to put him down…"

"calm yourself Silver," Falidor said "before we do anything else, we need to find the rest of the survivors, if he's found you all already, then I'm sure the others are having luck just as bad."

"so…Sonic has his, Shadow has his, Silver have his, Falidor has his and there's one here…" Knuckles said, counting on his fist. "So all together that's five…"

"who else has one?" Falidor asked.

"well…" Tails said, thinking "I think the two left belong to the chaotic team and Amy."

"what!?" Sonic interjected, standing up "Amy has one!? We gotta find her, or she'll be in a lot of trouble!"

"I know, let me turn on the Chaos Emerald radar." Tails said walking over to a large computer and turning it on, "ok…let's see…the one that's with the Chaotix team seems to be ok, it's still at their headquarters…"

"and Amy's?" Sonic asked impatiently

"I'm looking…" Tails said, the computer beeped, Tails froze.

"Well!?" Sonic demanded. Tails hesitated for a moment.

"her emerald…is moving at an incalculable speed…there's no way she still has it…" Tails said sadly.

"but…no…she can't be…" Sonic said trying to make sense out of it, he looked helplessly at Falidor, who already had his eyes closed.

"hmmm…I can't sense her life force anywhere…" He said without opening his eyes.

"what about Big? And Cream!?" Sonic demanded. Falidor hesitated for a moment, then shook his head solemnly. Sonic ran his hands through his quills and sat down, trying to take it all in.

"he's heartless…who could…"

"I know Sonic…" Falidor said. "he was always like that…"

"always?" Shadow said, speaking at last "what do you--?

"Wait a sec!" Knuckles cut in, everyone jumped and looked at him "We gotta warn the Chaotix team now!" Knuckles looked around wildly, then rushed at the phone on the table, picked it up and dialed a number at top speed. "grr….come on come on pick up the phone!"

"hello" Said a gruff voice "this is the Team Chaotix detective services, and we never turn down work that--"

"VECTOR! IT'S KNUCKLES!" Knuckles yelled into the phone as though he couldn't hear him otherwise.

"whoa! Knuckles calm down I can hear you already!" Vector said, aggrevated.

"OH!" Said a high pitched voice in the background, "it's Knuckles!? Oh oh oh oh oh, Vector! Tell him I say hi! Please please please!"

"Calm down Charmy you'll get your chance." Said a very controlled and calm voice.

"but Espio!" Charmy whined.

"Quiet the both of ya!" Vector said sounding harassed, "what's wrong already Knux?"

"GUYS! YOU GOTTA GET YOUR EMERALD AND COME TO TAILS' WORKSHOP RIGHT AWAY!" Knuckles yelled.

"whoa whoa whoa calm down! Why--?"

"NOW!"

"ok ok! We're coming already! Geez…" Vector said, sounding very annoyed.

"thanks guys…" Knuckles said, sounding relieved. But it was short lived as he heard the sound of a door being blown open. "GUYS! ARE YOU OK!?"

"Who's that!?" Vector demanded, "who's there!"

"my patience is out!" Knuckles' heart plummeted quick when he heard Overlord's cold, angry voice. "give me your emerald right now!"

"no way!" Vector retorted.

"Then death welcomes you all!" There was a sound a metal scraping, a large scuffle, and some screams, and then a silence that surpassed even moonlit graveyards. Knuckles' heart was going a mile a minute.

"HELLO!? SOMEONE ANSWER THE PHONE!?" Knuckles demanded.

"who's this!?" Overlord demanded into the phone. "who's yelling!?"

"YOU BETTER KNOW WHO THIS IS!?" Knuckles yelled.

"ah yes…your that annoying Echidna…" Overlord said "well were these your friends? Sorry they can't come to the phone they're…not here anymore…"

"you…I'll kill you for this.."

"ha, your not the first nor the last to say that to me, but if your so intent on killing me, I'll be in the desert in an hour, just don't make things too boring for me will you?" and with that, the line cut off. Knuckles froze for a minute, then repeatedly slammed the phone onto the receiver until it was dust.

"ARRRRRRRRRRRRRRRRRGGGGGGGGGHHHHHHH!! I'M GOING TO KILL HIM!!" Knuckles yelled.

--

Tails: "IM ALIVE!!"

Sonic: "for now…"

Tails: "what was that?"

Sonic: "nothing!"

Shadow: "great three more dead, how fun…"

Knucles: "like you mom!"

Shadow: hits knuckles

Knuckles: "OW!"

Shadow: "STOP SAYING THAT!!"

Sonic: "yeah have fun with that, next chapter up soon! R&R!"


	11. Chapter 9: the secret of overlords power

Sonic: "welcome to another installment!"Shadow: "yada yada yada, this is so stupid, I don't even know why we have these beginning parts! it's the same thing every time!"Knuckles: "your moms the same thing every time!"Shadow: hits KnucklesKnuckles: "OW!"Shadow: "STOP SAYING THAT!! This is exactly what I'm talking about! You welcome everybody! I say something, Knuckles says 'your mom' I hit him, he says ow, Tails worms his way into the conversation, then we start the chapter!"Tails: "you get to punch Knuckles every time and your complaining?"Shadow: "that's a good point…"Knuckles: "your mom's a good point."Shadow: hits KnucklesKnuckles: "OW!"Shadow: "STOP SAYING THAT!!Sonic: "well anyway, I also use this for announcements and stuff…"Shadow: "like you ever have anything important to say."Sonic: "well any way on with the chapter…"--Chapter 9: The Secret of Overlord's PowerSonic had Knuckles pinned up against the wall of Tails' workshop, looking angrier than he ever had in his life, Falidor had Tails sitting on a table while he cleaned up a few wounds he had gotten from the battle. "WHAT WERE YOU THINKING!?" Sonic shouted at Knuckles, "YOU WANT TO THROW AWAY YOUR LIFE STUPIDLY, FINE! BUT DON'T LET TAILS GO WITH YOU!" Sonic threw him off the wall, fuming, Knuckles rubbed his neck as he stood up."Are you done?" He asked, sounding harassed."yeah I guess so!" Sonic retorted."good, I got a present for you." Knuckles reached into his pocket and pulled out, to everyone's great shock, a Chaos Emerald."Where on earth did you get that!?" Rouge demanded."but aren't there only seven Chaos Emeralds?" Silver asked."yes…we have five and Overlord has two..." Shadow said."that means….you didn't…"Falidor said, staring at the emerald. Knuckles grinned, twirling the emerald in his hand."I did, I stole it from him." Knuckles stated, everyone's jaws dropped all at once."how did you do it?!" Sonic demanded."it wasn' easy…" Knuckles replied, flashing back.Knuckles flashed back to when he was fighting Overlord with all his might, and not landing any blows. "Overlord was an outrageously good fighter, he matched every move I made, no matter how fast or how hard I punched, I never had any effect…" Knuckles swung at his face, but Overlord caught his fist in his hand "it wasn' long before I knew I couldn't win…that he was, as much as I hate to admit it, too strong for me, at that point, there was only one goal in my mind…getting the emeralds as far away from him as possible…" Knuckles used the momentum and flipped over him, he curled his fist together and slammed overlord in the back, as he did so, he grabbed one of the emeralds from his pocket and stored it in his own."I would have taken both if I could but there was no way I could without him noticing immediately, my hope was to escape…and with a little help that was managed." Knuckles said in conclusion."ok I'm starting to forgive you now!" Sonic said, patting him on the shoulder."wow…think he'll be mad?" Tails asked, at that precise moment, they felt the ground beneath them shake and they heard a loud bang, they all rushed out the door and saw a large mushroom cloud hanging over the desert."that answer your question?" Sonic asked."yeah that'll do…""man this is ridiculous…how can someone be that strong?" Knuckles demanded, Falidor sighed.

"everyone come inside, I'll explain everything to the best of my ability…" Falidor turned and walked inside, Sonic and the others quickly followed suit. After everyone sat down, Falidor began, "ok…I used to live on a planet known as Delphor where I was a general. This, however, you already know; well over one of your earth years ago, there was a green flash in the sky, and something crashed into the ground. The war-king Xanafuse sent out some of his own investigators to investigate the crash site, 49 men left, one came back. He was completely out of his mind, saying "he killed them all! He's a demon!" over and over, we couldn't get him to say anything else. Shortly after…there was another attack…and another and another…" Falidor closed his eyes, flashing back to the moments. "the fires of the buildings were as abundant as the bodies in the streets…I had been fighting in wars since I was 6, and I never experienced something like that…after the eighth time this had happened, king Xanafuse decided that he was a 'nuisance that had to be dealt with.'"

"wait a second!" Silver interjected, "why didn't he go after him the first time? Why wait till so many had died?!" Falidor looked at him solemnly.

"I never said he was a good king…"

"so why didn't you do something?!"

"I tried all I could…his attacks came without warning…and without mercy…I spent many days and nights trying to track him down…but I could never find him…" Falidor looked down, his eyes closed for a moment, then looked back. "may I continue now?"

"oh…" Silver said, looking sheepish, "yeah sure…"

"thank you," Falidor continued as if there had been no interruption. "He first sent common soldiers after him, well apparently finding out that he was a priority target of the king was exactly what he wanted, he continually exposed himself to his men just to lure them in to kill them, which he did effectively, we continually sent out hundreds of men, but all of them would turn up dead. Then, King Xanafuse began sending out all his Generals, Including me, to find him. There were 12 of us in the beginning…then word reached that one had been defeated….then another…and another…they just started dropping out of the sky…shortly after the 7'th one died…I met him for the first time…"

"but you lived!" Tails interrupted, "so were you the most powerful general?" Falidor shook his head.

"there were several more powerful than me…"

"so how did you escape?" Sonic asked, "you weren't a Chaos Guardian then, so you couldn't teleport."

"I'm getting to that…" Falidor, once again, continued as if there had been no interuption. "I had a large squadron of men with me, I asked them to stay back, that I would fight him alone, I couldn't get them to leave me behind…so it was all I could do to get them to stay back…"

"why wouldn't they leave?" Knuckles asked

"…because I was the only general that cared about his mens lives…"

"so they cared about you too huh?" Sonic said, Falidor nodded.

"maybe they'd still be alive if I treated them like dirt…" Sonic tried to say something to contradict it, but Falidor continued before he could. "I started fighting with him, I lasted about…" He looked at a clock on Tails' wall and thought for a few moments. "19 minutes…he beat me, and was about to kill me when my men came in and carried me away…"

"Overlord didn't chase you?" Rouge asked.

"he tried…"

"tried? But why didn't…he…oh…" Knuckles said, slowly realizing what must have happened.

"800 men came with me…750 stayed behind to ensure my safety…and all of them died…" Falidor said soundly as though he was biting his own teeth very hard. "I later went back and buried their bodies…"

"by yourself!?" Sonic said, sounding astounded.

"they were my responsibility to bury…"

"that must have taken days!" Knuckles said, Falidor stood up, said something in a different language, and shot something out of his hand, and created a perfect rectangular hole in the ground.

"wow! That could really be useful!" Rouge stated.

"Delphorian magic at work…" Falidor said, and he sat back down. "three more generals died after that, and then I had another skirmish with him…this time I was ready for what he could do, and I was able to put up a better fight, I still lost, it was then Overlord told me about his daggers, how every time he kills a living person, he absorbs a small portion of their power…"

"so that's why he's so powerful!" Knuckles stated

"yes that would be why…shortly after, I was forced to flee from my planet and it was destroyed shortly after…"

"horrible…" Sonic said.

--

Sonic: "well that's it for chapter 9! See ya next time! R&R"


	12. Chapter 10: plans and farewells

Sonic: "welcome to another installment"

Shadow: "your so lazy."

Sonic: "yeah I know…"

Tails: "you agree with him??"

Sonic: "oh I thought he said he was ridiculous, my bad"

Knuckles: "your mom's ridiculous!"

Shadow: hits knuckles

Knuckles: "OW!"

Shadow: "STOP SAYING THAT!!"

Sonic: "anyway…on with chapter 10, R&R!"

--

Chapter 10: Plans and Farewells

Sonic and the group were still huddled in a circle, all thinking hard about what Falidor had just said to them. "so…" Sonic said finally into the silence, "how do we stop him?"

"I don't know…" Falidor responded, "I've wondered the same many times, it's hard to kill someone who feeds on death…"

"Well it's a shame you came here so late or you'd have the same solution I came up with five minutes ago." Shadow said, everyone stared at Shadow.

"you have a plan?" Knuckles asked.

"The Eclipse Cannon." Shadow replied casually.

"What!?" Tails exclaimed.

"your crazy!" Sonic stated.

"That'll destroy the whole planet!" Knuckles pointed out.

"what is the Eclipse Cannon?" Falidor and Silver asked at once.

"the Eclipse cannon is a weapon with enough power to destroy and planet." Shadow replied, "and it is powered by-"

"the seven Chaos Emeralds combined." Tails cut in.

"which we don't have…" Knuckles said, hanging his head.

"well if my plan only involved firing a large beam it wouldn't be a plan, it would be an action." Shadow said.

"alright well what's your plan for not blowing a planet out of space and doing his job for him?" Falidor asked.

"We lure him into space, and aim the cannon at him," Shadow replied, "and hold him there long enough to fire it."

"and how are we going to do that?" Sonic asked.

"I'll get to that, we first get the emeralds by getting the six we have and going against him, Sonic well be doing that--"

"no, I'll go." Silver said, Shadow looked at him.

"you can both go," Shadow said, obviously not wanting to be cut off again, "you two can combined your emeralds with his one and become super and we'll have the seven emeralds.

"and you don't think," Sonic started, "that Silver and I in super form can stop him?"

"I don't know, I never said the Eclipse Cannon was Plan A," Shadow replied, "it's a back up, if you cant, take the emeralds and bring it to ARK."

"that'll lure him…" Knuckles said.

"yes, that's the plan." Shadow said.

"The Cannon will require 15 minutes to charge, we won't have the time to charge." Tails pointed out.

"that's where I come in, I'll go into super form and distract him, and lure him into place when the time is right."

"you really thought this through haven't you?" Falidor asked.

"yes I have."

"well, then I wont need this." Falidor lifted up his emerald. "when I leave I'll leave it behind."

"leave?" Sonic asked, "where?"

"I can't beat him Sonic…and he WILL be hunting me, and if he finds me…I wont escape again."

"so what your just gonna leave!?" Rouge demanded.

"I have to…if he kills me, he will become a Chaos Guardian having absorbed my powers, and if that happens…it'll be the doom of us all…I will not allow it."

"but…" Sonic started, "we need you, you're the only one who knows anything about him!"

"I've told you all I know, I'm of no further use here…"

"Falidor…" Knuckles started.

"I'm sorry, I have to go, now."

"I understand…" Shadow said.

"Sonic…if anyone can beat him, you can, good luck, and goodbye." and with that, he teleported, leaving the emerald behind. Everyone was silent for a moment.

"get ready…" Shadow said, "we're striking back as soon as possible!"

--

Sonic: "that's it for now! Next time, Super Sonic and Super Silver vs. Overlord! See you later!"


	13. Chapter 11: retaliation

Sonic: "well time for another exciting--"

Shadow: cough"

Sonic: "--action packed--"

Shadow: cough cough

Sonic: "--highly anticipated--"

Shadow: cough cough cough

Tails: snicker

Sonic: "something you want to say shadow?"

Shadow: "um…anyone have a Ricola?"

Knuckles: "your mom's got a Ricola!"

Shadow: hits knuckles

Knucles: "OW!"

Shadow: "STOP SAYING THAT!!"

Sonic: "ooooook then…on with chapter 11"

--

Chapter 11: Retaliation

Shadow gathered everyone around except for Sonic and Silver around and prepared them to teleport to the ARK "remember," Shadow said to Sonic and Silver "if it seems like your going to lose, don't waste time, get out of there with the emeralds and get to the ARK, we cant miss this chance."

"we got it, we got it." Silver said.

"no sweat!" Sonic said, giving a final thumbs up as Shadow and the others teleported away, "well, guess we better get going then!"

"Yeah…" Silver replied, they gathered the emeralds and teleported away.

They ended up at the edge of a forest, Sonic scratched the back of his head. "where are we?" he asked.

"shhh…" Silver said, scanning the tree line, his eyes narrowed, "he's here…"

"How do you--?"

"I just know…" Silver approached the forest, "OVERLORD!! COME OUT!! I KNOW THAT YOU'RE HERE!! FACE ME COWARD!!"

"uh Silver? You ok?" Sonic asked, concerned.

"COME OUT NOW!!" at that moment, Overlord appeared behind them.

"You called?" he asked, sounding harassed.

"Well well nice to se ya again Overlord!" Sonic said sarcastically.

"So you survived I see Sonic, I thought you had died from your wounds, and Silver…" he said turning his eyes on him, "I see your back for another round." Silver started forward, looking bloodthirsty, Sonic stopped him by holding him back with a hand.

"Not yet…" Sonic whispered

"I see you brought my emeralds!" Overlord said grinning maliciously, "a peace offering perhaps? Trading the emeralds for your lives?"

"You could say that I suppose!" Sonic said walking forward, Silver followed suit, bringing the emeralds along with his mind, Sonic stopped three feet away from him. "so, gives us your emerald and leave and we'll let you live."

"What did you say to me?" Overlord said, his red eyes narrowing.

"Go ahead silver!" Sonic said, Silver used his mind to pull the remaining emerald out of Overlord's pocket to join the others, Sonic and Silver united the emeralds and became super. Overlord's face split into a wide, greedy smile.

"Yes…" he said, examining the products of the emerald's power, "truly this is the power of the emeralds realized!"

"enjoy it all you want!" Silver said, his fist clenched "your going to be destroyed by it!"

"it's truly amusing that you think that, I'll tell you what, I'll at least make it fair." He pulled out his daggers and threw them into the ground. "I won't use my weapons," he said, cracking his knuckles.

"you trying to scare me?" Sonic asked.

"no, I'm trying to make it fun for me!" He replied, Silver wasted no time, using his newly strengthened psychic abilities, he shattered the Earth around Overlord and attempted to crush him underneath it, Overlord shot himself into the air, Sonic teleported above him and dropped kicked him into the ground, and Silver crushed him beneath the Earth.

"that was easy!" Sonic said.

"Blaze…we did it…"

"did what? Get my clothes dirty?" Sonic and Silver looked around, Overlord was leaning up against a tree, brushing dirt off of his clothes. "I must admit…" he said as he rubbed his head, "that did hurt, you might actually entertain me!"

"How's this for entertainment!" Silver shouted as he focused his psychic powers to push wood spikes out of the tree he was leaning against, Overlord launched himself forward towards Sonic and Silver, Silver made spikes of Earth rise from the ground, Overlord flew around them, Sonic blasted a Sonic Wind at him. Overlord flew over it and punched the ground, creating a large shockwave that tore apart the ground beneath it, Silver tried stopping it with his mind, but it seemed unaffected, they took to the air to get away from it.

Overlord teleported behind Silver grabbed him and slammed his back into his knee, then kicked him to the ground, then turned his attention to Sonic, being prepared, he was able to block Overlord's first attack and ducked under his kick, Sonic grabbed him by the arm and pulled his face into a punch, Overlord countered with a knee to the stomach then threw Sonic next to Silver. Sonic managed to regain control and landed on his feet. "You ok Silver?" Sonic asked, rubbing his stomach.

"Yeah…" Silver said, standing up, "you?"

"I'm alright…"

"Hey!" Sonic and Silver looked up, Overlord was tapping his foot in the air impatiently. "Can we continue this already? I have an appointment to keep!"

"You ready for another go?" Sonic asked.

"I'm ready…" Silver said, looking up at their enemy.

"Then let's go!"

--

Sonic: "that's it for now! See you next time!"


	14. Chapter 12: Overlord's True Power

Shadow: "lazy"

Sonic: "who you callin lazy? All you ever do is sit there and occasionally punch knuckles"

Shadow: "cause you havent written in a month"

Knuckles: "your mom hasn't written in a month!"

Shadow: hits knuckles

Knuckles: "OW!"

Shadow: "STOP SAYING THAT!"

Tails: "cant we all just--?"

Knuckles/Shadow: "NO!"

Sonic: "I gave up on that a long time ago…anyway enjoy the next installment!"

Chapter 12: Overlord's True Power

Sonic launched himself into the air as Overlord hovered, waiting for him, he aimed a punch at him but Silver used his psychic power to move Sonic above him, Overlord, caught off guard, got blasted by Sonic's super sonic wind attack which blasted him into the ground. "Silver!"

"I know!" Silver began crushing the earth where he had landed together, spiking and crushing and repeating as Sonic blasted with his super sonic wind every now and then. After a minute Sonic landed on the ground, breathing heavily, Silver rested on one knee. "did we…get him…?"

"I don't know…" Sonic replied, they waited, a minute passed, then two then 5 then 10 but nothing could be heard or seen. "I think we got him!"

"Yes! We've won!" Silver said throwing a fist into the air triumphantly, at that moment, the earth started shaking violently.

"Whoa!…whats that!?" Sonic said trying to regain his balance.

"no…its him!" Silver yelled. They heard a loud angry yell as the earth where Overlord had been crushed under was blown apart. Sonic and Silver were blown back a few feet as well from the force, when the dust had cleared Overlord stood amongst the ruble, looking ragged, and furious.

"Sonic…Silver…enjoy the small victory from that sneak attack while you can cause there wont be another one! I underestimated the strength granted by the emeralds but I will not do so again!"

"heh…this don't look good…" Sonic stated.

"a lot better than usual…we hurt him!" Silver said with a grin "so he's not so invincible."

"I think that's why hes so mad." Sonic said with a wink. "well shall we?" he asked, Silver nodded.

"now…" Overlord said "you never had a chance and let me show you what Im truly capable of!" Silver and Sonic readied themselves but Overlord had already gotten behind them and slammed their heads together then dragged them into the air and threw them into the ground. Sonic dug himself out.

"ugh…what happened!? I didn't see him move!" Sonic stated. Silver popped out as well.

"I take it back, definitely not good…" Silver responded.

Meanwhile on the space colony ARK.

"how long is this going to take??" an impatient Knuckles demanded. Tails rubbed his forehead in frustration.

"Knuckles continually asking me that will only make it take longer, repairing a cannon attached to a space colony isn't easy!"

"Alright alright…but they could be back any--"

"I know!" Shadow teleported in.

"the core is ready, once your done rewiring and we have the emeralds it will be ready to fire."

"great…" Tails said continuing his work. "how long after we insert the emeralds will the cannon fire?"

"under normal circumstances id say two or three minutes, but because of how long this colony has been out of commission, id say itd be closer to five or six." Tails shook his head.

"this isn't going to be easy…"

"yeah but its our best chance." Shadow said. Knuckles slammed a fist into a wall.

"man! I feel so helpless, I wish I knew what was going on back home!" he said in frustration.

Meanwhile on Earth.

Overlord dropped kicked Silver from the sky and blasted Sonic with a wave of energy, then he stomped Silver into the ground with his foot continuously, Silver passed out and reverted to his normal form. Overlord grinned and looked in Sonic's direction, who was on his feet again. "so hedgehog…this looks familiar…if you had just died earlier you wouldn't have to suffer so much now."

"yeah well I've never been the type to lie down and die!" Overlord chuckled coldly

"every mortal has their time, this is yours!" he said as he launched towards him, taking what was probably his only opportunity, Sonic teleported to Silver's side, grabbed him and teleported away with the emeralds. Overlord stood where Sonic had been, frozen in place, once the events of what had just happened had sunk in, he released a howl of rage and disintegrated everything around him. "HEDGEHOG YOU CANT RUN FOREVER! ILL FIND YOU!!"

--

Shadow: "you got ooooooooooooooooowned ooooooowned oooooooowned oooooooooowned you got ooooooooooooooowned."

Sonic: "shut up at least I stood and fought before I ran, unlike SOME hedgehogs I know."

Shadow: "your death will be slow, so very very slow."

Knuckles: "your mom likes it slow!"

Shadow: hits knuckles

Knuckles: "OW!"

Shadow: "STOP SAYING THAT!"

Tails: "I can see why you gave up…"

Sonic: "well that's it for now! R&R everyone!"


	15. Chapter 13: Plan B

Sonic: "well another new comment another new chapter!"

Tails: "what would happen if you didn't get a new review?"

Sonic: "then there would be no new chapter"

Knuckles: "lame!"

Shadow: "yeah! Then how would I hit knuckles!"

Knuckles: "the same way I hit your mom up!"

Shadow: "first ew…second!" hits knuckles

Knuckles: "OW!"

Shadow: "STOP SAYING THAT!"

Sonic: "yeeeeeeeeeeeah so anyway, you want a new chapter? You better submit a review then! Oh and a little notice to our anonymous readers, I noticed that anonymous comments were disabled, sorry about that, I enabled them so any of our secret readers that are too lazy to make an account here wanna review then it's open! Now on with the chapter!"

--

Chapter 13: Plan B

Tails closed the door to the to the colony mainframe, wiping some sweat off his brow. "there at last…the re-wiring is done!" he stated. Shadow nodded.

"the core is fully operational and ready for power up once we have the emeralds." he announced.

"Good" said Tails. Rouge flew into the command room.

"the cannon is full working order, it can be fired at any time!" She said.

"Great! Now we need the emeralds!" Tails said.

"Yeah but if we have the emeralds that means Sonic and Silver lost…" Knuckles said.

"That's true…but at least we'll have another chance." He replied. After a moment they heard a bleep on the computer. "Shadow what is that?"

"The Proximity Alarm…someone has entered the ARK!" he replied.

"It must be Sonic and Silver! Their here!" Tails realized. A door behind them opened and Sonic walked in carrying Silver on his shoulder. "Sonic!"

"What happened!?" Knuckles demanded.

"We lost…" Sonic said, laying Silver on a table. "even super we couldn't beat him….we were at least able to hurt him."

"Silver…" Rouge started looking at him. "is he…?"

"No." Sonic replied. "just knocked out, he really got messed up…"

"What about you?" Knuckles asked.

"I'll be alright, Silver go it much worse than me…"

"What about Overlord?" Shadow asked, "where is he?"

"still back home…" Sonic replied. "I imagine he'll find us here eventually, I left the emeralds in the core, you better start charging now…"

"oh…right! Ill go now!" Tails said running out of the room, Shadow looked out a window, looking back down at earth.

_Meanwhile back on Earth_.

Overlord was in a maniacal rage, he had let his victims escape to much, and now it had cost him all seven emeralds, "_how could I be so foolish??_" he demanded of himself in his head, "_I've continually underestimated the tenacity of the creatures and now it has cost me all seven emeralds…_" he looked over his body, taking in the wounds he received during his last battle. "_grrrr…this has never happened before! The emeralds grant so much power…even though their not as strong as me, they could become a real threat if they find someone of real power to give those emeralds too…they must be dealt with immediately! I can't let all I've worked for be ruined by these simple…mortals!…now where have they gone…they have the emeralds they should be easy to find…_" 

He let out a slow breath to calm himself and began searching, after a moment he opened them again and looked up, "their not on this planet anymore!" he stated "their above it! You won't escape this time you hear me!!" With that he launched himself into the air and into orbit, he quickly arrived at the ARK. "I remember this place…I thought it would have crashed into the planet…oh well…" he surveyed the ARK from a distance. "grrr the ARK is to risky a place to fight, I could destroy the emeralds if I destroy that station…heh heh…but they don't need to know that, perhaps I can lure them out here…" he took in a deep breath.

_Meanwhile in the ARK_.

"How long do you think we have until he finds us here?" Knuckles asked.

"Not very long…" Sonic answered.

"HEDGEHOG!!" a voiced boomed through the station.

"whoa! What was that!?" Rouge demanded.

"it's him!" Shadow stated, his eyes fixed outside.

"COME OUT NOW!! I KNOW YOUR IN THERE!!" Overlord boomed. "COME OUT OR I'LL BLOW THAT STATION TO DUST!! YOU HAVE TWO MINUTES!!" Everyone sat in silence for a moment, not sure what to do, Knuckles went over to the communicator.

"Tails! We don't have a lot of time, how long will it be till the cannon can fire?"

"I still need a few minutes!" Tails replied "I'm still installing the emeralds!" 

"great…" Sonic said. "I have to go and stall him…"

"no way!" Rouge said.

"you can't Sonic! You still haven't recovered!" Knuckles pointed out.

"I don't have a choice…" Sonic replied "Shadow can you go help Tails to set up….Shadow?" He looked around, but Shadow was no where to be seen. After a moment, he realized where he had gone. "no!" Sonic ran out of the room and into the central core, "Tails! Where's Shadow!?" he demanded.

"I don't know!" Tails said, wiring up the emeralds. "He came in a minute ago, turned super and then teleported out!"

"no…SHADOW!"

_Meanwhile in the ARK's shuttle bay_

Shadow stood, glowing a pale white/gold, looking out into space, remembering his last voyage outside the ARK in his super form. "Sorry Sonic, but this time I'm doing this alone…Overlord is mine…" Shadow charged up and launched himself out.

--

Shadow: "IT'S ABOUT FREAKING TIME! I was so sick of taking the side lines! Now I get to face off against him one on one! Sweeeeeeeeeeeeeeeeet."

Sonic: "yeah you still ran!"

Shadow: "so did you!"

Tails: "we've been over this!"

Knuckles: "I've been over your mom!"

Tails: hits Knuckles

Knuckles: "OW!"

Tails: "DONT'CHU TALK ABOUT MY MAMA LIKE THAT BOY!"

Shadow: "oh wow Tails since when were you black?"

Tails: "I'm yellow."

Shadow: "yeah I know but…never mind."

Sonic: "racist…anyway! Hope you enjoyed! R&R!"


	16. Chapter14: Ultimate LifevsUltimate Evil

Sonic: "well due to my preparations for Halloween and a couple of college tests this took a bit longer than I thought…"

Shadow: "shut it! Lets get this started already!"

Knuckles: "that's what your mom said!"

Shadow: "I don't even care right now, I just wanna watch my fight already!"

Tails: "try some patience…"

Shadow: "try a bullet to the head!"

Sonic: "ima get this started before shadow blows someone away…enjoy!"

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Chapter 15: Ultimate Life vs. Ultimate Evil

Overlord floated in space, waiting for Sonic to appear, waiting to kill him at last, he watched the station like a hawk, tracking every sign of movement, both on the inside and the out. "He has 1 minute left…" he said to himself "if he doesn't come out I will destroy him…and the emeralds if I must! It would be too dangerous to have them slip out of my possession again" out of the corner of his eye, he saw a line of gold shoot out of the shuttle bay, and rocket towards him. "ahahaha…so he's come…" He said grinning greedily, the gold line stopped in front of him, but the hedgehog standing before him was not Sonic, nor Silver. "you…who are you?" he demanded.

"I am Shadow" he replied "we met on earth when you destroyed Omega!"

"ah yes…you were that black hedgehog!" Overlord realized "Hahahahahaha! So nice to see you again but I have other business to attend too, I want my emeralds now or I will blow you all into oblivion!"

"not today…I'm going to stop you here!" Shadow announced.

"hundreds before you have said that and I'm sure millions more will! But if you want me to show you how futile it is to challenge me then so be it!"

"I won't lose…" Shadow stated "but before I begin I want to ask you something…"

"what?" Overlord looked confused for a moment, but continued "if you must…" Shadow pointed at the station.

"the ARK…you've been there before haven't you?" he asked.

"what? How could you know that???" Overlord demanded.

"While the ARK was falling I felt something…but a minute later it disappeared…and now that you're here, I feel it again, it was you, wasn't it? Why were you here?" Overlord considered him for a moment, then replied.

"I had heard of the experiments in creating the ultimate life form, I was intrigued, I wished to test this life form…but that puny lizard was nothing to me!" he said, Shadow said nothing for a moment then started laughing. "you…WHAT ARE YOU LAUGHING AT!"

"it seems like it was fate…" he said, "for you see the Biolizard was only a prototype, he was not the true ultimate life form created there….I am!"

"what was that???" Overlord demanded, sounding shocked.

"I was built as the ultimate life form, and now Overlord, with the power of the emeralds, I will stop you!" Overlord stared at Shadow for a minute, then he started laughing.

"so you are the true ultimate life form huh? Well then do not disappoint me! After all millions died the last time the 'ultimate life form' was presented for me to fight!"

"well I destroyed the Biolizard which is more than you did! So don't underestimate me!" Shadow said getting ready to fight.

"I won't…" Overlord replied, launching himself at Shadow, who stood his ground, Overlord pulled his fist back and launched it at Shadow. Shadow caught his punch in his hand and held him in place. "what???" Overlord punched at him with his other hand and shadow caught that too, Overlord exerted more of his power to push forward, Shadow did the same, both their hands interlocked continually pushing one another to see who will break first. They finally broke apart, staring at each other.

"it seems we're equal!" Shadow stated.

"it only seems that way hedgehog…."Overlord said, his teeth bared. "it only seems that way."

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Shadow: "I am going to kick…his…ass!"

Tails: "no your not, its only chapter 15, waaaay too early for you to win."

Shadow: "BUT! Sonic could realize that and make me win just to surprise everyone!"

Tails: "Sonic doesn't like you THAT much."

Knuckles: "neither does his mom!"

Shadow: *hits knuckles*

Knuckles: "OW!"

Shadow: "STOP SAYING THAT!"

Sonic: "you guys are stupid…well R&R everyone!"


End file.
